We have the experience and capabilities to advise on a wide range of corporate and commercial transactions with a particular focus on cross-border M&A, energy and natural resources, banking and finance, private equity and capital markets. Our robust disputes practice means that we are also able to meet our client's on-the-ground litigation requirements.

Our clients include multinational corporations, private equity funds, international financial institutions, sovereign governments and their agencies, as well as domestic corporations, individual investors and financial institutions.

We have advised on some of the largest and most sophisticated transactions in Kazakhstan

 

Practices & Industries

Mergers & Acquisitions

Egen Gregory lawyers excel in M&A transactions. We provide a complete range of services to international and domestic companies and financial institutions in all types of M&A transactions. These include strategic joint ventures, cross-border transactions, project development and finance and private equity transactions in the natural resource, infrastructure and other sectors.

We represent private equity funds and individual investors in connection with their portfolio investments, from serving as lead counsel on complex mergers and acquisitions to counseling individual investors on minority investments.

Our team has deep knowledge of local law and business customs and a peerless reputation for handling transactions across a full range of industries.

FEATURED EXPERIENCE ADVISING

  • CNPC in connection with the US$ 2.7 bln. acquisition of 100% shares in JSC Mangistaumunaygaz, Kazakhstan's largest independent oil producer at that time
  • United Chemical Company in connection with its joint venture with LG Chem for the development and construction of a landmark petrochemical complex in Western Kazakhstan
  • The shareholders of Rakhat JSC, Kazakhstan’s largest confectionary company, in connection with the sale of their majority stake to Lotte Confectionery Co, Ltd.
  • GE Transportation in connection with its investments in a locomotive assembling plant in Astana, Kazakhstan, in partnership with JSC Kazakhstan Temir Zholy, Kazakhstan’s national railway company, and a breakthrough 15-year locomotive
  • A large Kazakh group in connection with its bid for LPG assets located in Poland, Austria, Czech Republic, Slovakia, and Romania
  • An international private equity fund in connection with its investments in two Kazakhstan retail chains

Oil & Gas

We represent a wide range of clients in the oil and gas sector. We handle sophisticated projects, joint ventures, mergers, acquisitions and divestures, the issuance of domestic and international debt instruments, corporate restructurings, project and lease financings, and other related transactions in upstream, downstream and midstream segments.

We advise clients on exploration and production activities, refining and marketing of crude oil and petroleum products, natural gas production, pipelines and other related infrastructure, projects, as well as on the myriad structural and contractual relationships used in the oil, gas and petrochemical industry. We help clients keep up with the often challenging regulatory and law-enforcement environment for the Oil & Gas in Kazakhstan.

  • CNPC in connection with the US$ 2.7 bln. acquisition of 100% shares (jointly with KazMunayGas) in JSC Mangistaumunaygaz the then largest independent oil producer in Kazakhstan
  • KazMunayGas in negotiation and documentation of the interrelated Tyub-Karagan (E&P, PSA form) and Atash (exploration block) projects with Lukoil
  • An affiliate of CNPC (i) in the acquisition of the North Buzachi and Bars fields (from Nimir Petroleum and Chevron) in the Kazakh Caspian shore area, and (ii) in the acquisition from local owners of Ai-Dan Munai, a company holding two onshore exploration blocks in Kazakhstan
  • Chinese state oil company in its negotiation of and preliminary documentation for the financing and construction of the key Atasu-Alashankou leg of the crude oil pipeline running from central Kazakhstan to the Chinese border

Mining, Metals & Minerals

Our firm offers particular strengths in handling cross-border joint ventures and mergers and acquisitions, setting up commercial operations, assisting with IPOs, handling the securitization of receivables, negotiating project finance and other types of financial arrangements for the mining, metals and minerals industry. Local and international metals and mining companies, investors and financial institutions participating in transactions in this industry regularly depend on our expertise to handle issue and placement of debt and equity, and negotiate subsoil use contracts with government agencies.

  • A local conglomerate in connection with the proposed sale of a large tin deposit to a group of Chinese investors
  • A Hong Kong fund in connection with its acquisition of potash and barite deposits in West Kazakhstan
  • A Chinese state-owned company in connection with its proposed acquisition of two large gold deposits in East Kazakhstan
  • A Kazakh private group in connection with the sale of its interest in one of Kyrgyzstan’s largest gold deposits to a major Chinese gold mining company

Capital Markets

We have advised on numerous capital markets projects in Kazakhstan acting for issuers and arrangers, including Eurobond offerings by public (government-controlled) and private issuers in various industries ranging from banking to hydrocarbons and uranium production. Our team also advised on pioneering IPOs and related corporate and commercial arrangements.

  • JSC National Company KazMunayGas in its proposed public tender offer for purchase of shares and GDRs in JSC KMG EP and all related corporate and financing matters
  • KazMunaiGaz Finance Sub B.V. as the Issuer and JSC National Company KazMunayGas, as the Guarantor in connection with the increase and update of the KazMunaiGaz Finance Sub B.V. U.S.$7,500,000,000 Global Medium Term Note Programme and the issuance of Notes thereunder and pursuant to Regulation S and Rule 144A, which were listed on the London Stock Exchange
  • JSC Development Bank of Kazakhstan in connection with the update of its U.S.$2,000,000,000 Medium Term Note Programme and the issuance of Notes thereunder and pursuant to Regulation S and Rule 144A, which were listed on the London Stock Exchange
  • Kazakhstan’s largest retail bank in connection with a $200 million offering of 3-year Eurobonds listed on the Irish Stock Exchange and the Kazakhstan Stock Exchange

Banking & Finance

We represent both lenders and borrowers in commercial finance transactions of all sizes and complexities. We work with domestic and international banks, commercial finance companies and businesses to help them structure, negotiate and document loans as efficiently and cost-effectively as possible. Our expertise includes secured and unsecured loan facilities, single lender and syndicated credit facilities, asset-based lending agreements, construction loans and intercreditor and subordination agreements.

  • A major shareholder in the Tengizchevroil, megafield project in Kazakhstan, on the $4.4 billion Second Stage expansion project financing. The Western participants co-lent, on a senior pari-passu basis, with the commercial lending syndicate that is providing the Kazakh national oil company's 20 percent share of the financing, with substantial debt capital markets aspects
  • Ekibastuz GRES-2 Power Station on a $700 million secured financing for the construction of its Unit 3, to be provided by a consortium comprising Bank for Development and Foreign Economic Affairs ("Vnesheconombank") and Eurasian Development Bank
  • An international development institution in connection with the US$ 80 mln. loan to a state-owned electricity grid operating company to construct the strategic North-South electricity line;Represented the committee of senior creditors with regard to restructuring of indebtedness of JSC Bank TuranAlem
  • European Bank for Reconstruction and Development (London) in connection with its shares in Kazakhstan bank, including increase of charter capital and placement of shares, trust management of shares, shareholders agreements, compliance with Regulator requirements, issues and placement of bonds and corporate matters
  • Foreign lenders in relation to a U.S.$300,000,000 facility to a Kazakhstan oil refinery guaranteed by a National Company
  • Foreign export-import bank in connection with the U.S $ 1,130,408, 642 loan to Kazakhstan refinery

Dispute Resolution

We have extensive experience representing international and domestic clients in corporate and commercial disputes, as well as in tax and regulatory disputes.

Our lawyers understand the importance our clients place on the clear and focused communication of legal advice. We have right mix of legal and procedural experience in the local courts from first instance through appeals at all instance including the Supreme Court.

  • A consortium of oil & gas majors developing Kazakhstan’s largest oil & gas condensate field in connection with a series of high profile tax and other disputes (totaling over US$ 1.6 bln)
  • A Chinese-owned oil producer over US$ 450 mln. in unlawfully assessed crude oil export customs duties
  • A major international tobacco company in connection with a major litigation over implementation of Western standard employment policies
  • A former shareholder in connection with the US$ 1.1 bln. UK litigation involving present and former shareholders of a mid-sized Kazakhstan bank
  • Operator of one of the largest PSA in Kazakhstan in connection with a US$600 mln. main works contract arbitration in Stockholm
  • Credit Suisse in connection with the restructuring of its claims against JSC “Bank Turan Alem”
  • JSC Kazkommertsbank in numerous commercial disputes related to the bank’s lending activity
 
A personal approach from experienced practitioners

A personal approach from experienced practitioners